Terms and conditions

This User Service Agreement governs the Customer's use of the software and services provided by Jeffit. This is a legal agreement which incorporates the Privacy Policy at jeffit.es/privacy and the attached Exhibits. By registering to use the Service, the Customer agrees to be bound to the terms of this User License Agreement.


1. THE JEFFIT SERVICE

Jeffit is a law practice management platform that enables customers to record time and expenses, bill their clients and manage legal cases, whether through our web app or via our API (the "Jeffit Platform").

Subject to the terms and conditions of this Agreement, Jeffit will deliver to the Customer for the duration of this Agreement, solely for the Customer's internal business operations:

a) the non-transferable right to access the Jeffit Platform (the "Hosted Services");
b) services as described in any SOW as agreed between the parties in writing ("Implementation Services"); and
c) technical support services in accordance with Jeffit's standard practices ("Support Services"), (together, let's call them the "Services").

Any services requested by the Customer that fall outside the scope of the Services shall be charged for on a commercially reasonable 'time and materials' basis, quoted for separately by Jeffit in advance of the delivery of such services and subject to the written agreement of the parties.

The Support Services shall include commercially reasonable endeavors to provide technical support in relation to the identification of, and resolution of, errors or bugs in the Hosted Services for supported web browsers and shall not include the provision of training services unless stated otherwise in the order form.


2. PAYMENT, REFUNDS, AND SUBSCRIPTION CHANGES

In exchange for the Service, Customer shall pay the subscription fees advertised by Jeffit and in the manner and at the times specified below.

Customers must provide Jeffit with a valid credit card for payment for the applicable subscription fees. All subscription fees are exclusive of VAT or other sales or use taxes which Customers agree to pay as required by law, subject to Jeffit raising a valid VAT invoice.
In addition to any fees advertised for the Service, the Customer may incur additional expense incidental to using the Service including charges for Internet access, data roaming, and other data transmission charges.

Monthly Customers will be charged their inaugural monthly fee at the conclusion of their free trial period. Thereafter, they will be charged in advance every thirty days. Annual Customers will pay their annual fee in advance and will thereafter be charged annually on the anniversary date of the initial subscription charge. All charges are non-refundable.

Except in so far as the Service is unavailable by reason of the acts or omissions of Jeffit, no refunds or credits (whether for monthly or annual subscriptions) will be issued for downtime, or for periods unused with an active subscription.

There are no charges for canceling a subscription, and subscriptions canceled prior to the end of their current billing cycle will be available until the end of the current billing cycle and will not be charged again in the following cycle.

The amount charged to the Customer on successive billing cycles will be automatically updated to reflect any changes to the Customer's subscription, including upgrades or downgrades. Adding User subscriptions or subscription upgrades will trigger prorated charges in the current billing cycle. Customer authorizes Jeffit to apply updated charge amounts. Subscription changes, including downgrades, may result in loss of features, or an increase or reduction in the amount of available capacity for Customer Data provided by the Service.

All payments under this Agreement shall be made without deduction or withholding for any taxes. If Customer is required to deduct or withhold any taxes from such payments, then the sum payable shall be increased as necessary so that, after making all required deductions or withholdings, Jeffit receives an amount equal to the sum it would have received had no such deduction or withholding been made.


3. DURATION OF OUR RELATIONSHIP

Either party may terminate this Agreement by written notice.

On termination or expiry of this Agreement, Jeffit may destroy or otherwise dispose of any of the Customer Data (as defined in "Data use") in its possession.

Without prejudice to any other rights, these Terms of Service will terminate automatically (except for those provisions that shall survive) if you fail to comply with any of the limitations or other requirements described herein.

All sections of this Agreement which by their nature should survive termination will survive termination.


4. YOUR RESPONSIBILITIES

The Customer will not, directly or indirectly:

(i) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services, or any software developed, trained or owned by or licensed to Jeffit and which forms part of, or is used in the provision the Services, documentation or data related to the Services ("Software");

(ii) modify, translate, teach, train or create derivative works based on the Services or any Software (except to the extent expressly permitted by Jeffit or authorized within the Services);

(iii) copy or resell the Services or otherwise exploit access to the Services or any portion of the Services, including the HTML, cascading style sheet or any visual design elements otherwise than for Customer's own internal business and for the design purpose of the Services;

(iv) use the Services in a manner that is illegal or causes damage or injury to any person or property;

(v) access, store, distribute or use during the course of its use of the Services any malware or any material that is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; facilitates illegal activity; depicts sexually explicit images; promotes unlawful violence; is discriminatory based on race, gender, color, religious belief, sexual orientation, disability; or

(vi) attempt to obtain, or assist third parties in obtaining, access to the Services, other than as provided in "Data use" section below.

The Customer shall use all reasonable endeavors to prevent any unauthorized access to, or use of, the Services and, in the event of any such unauthorized access or use, promptly notify Jeffit. The Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including modems, hardware, servers, software, operating systems, networking, web servers and the like.

The Customer shall:

(i) provide Jeffit with all necessary co-operation in relation to this Agreement (and all necessary access to such information as may be required by Jeffit) in order to provide the Services, including to Customer Data (as defined below), security access information and configuration services;

(ii) comply with all applicable laws and regulations with respect to its activities under this Agreement;

(iii) carry out all other Customer responsibilities set out in this Agreement in a timely and efficient manner. In the event of any delays in the Customer's provision of such assistance as agreed by the parties, Jeffit may adjust any agreed timetable or delivery schedule as reasonably necessary; and

(iv) obtain and maintain all necessary licenses, consents, and permissions necessary for Jeffit, its contractors and agents to perform their obligations under this agreement, including providing the Services. Jeffit reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer's access to any material that breaches the provisions of "Data use" section below.

5. OUR RESPONSIBILITIES

Jeffit undertakes that the Services will be performed with reasonable skill and care. This undertaking shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to Jeffit's instructions, or modification or alteration of the Services by any party other than Jeffit or Jeffit's duly authorized contractors or agents.

If the Services are not provided in accordance with the Documentation or are not provided with reasonable skill and care, Jeffit will, at its expense, use all reasonable commercial endeavors to correct any such non-conformance promptly. This constitutes the Customer's sole and exclusive remedy for any breach of the undertaking set out above.

To be clear, Jeffit:

(i) does not warrant that the Customer's use of the Services will be uninterrupted or error-free;

(ii) is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities;

(iii) shall use reasonable endeavors to maintain the availability of the Hosted Services to the Customer, but does not guarantee 100% availability;

(iv) does not control the content posted to or via the Services and, in particular, does not control the Customer Data and, as such, Jeffit does not make or give any representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, usefulness, quality, fitness for purpose or originality of any of the foregoing content or data; and

(v) reserves the right to update or maintain the Hosted Services at any time.


6. INTELLECTUAL PROPERTY

In this clause, "Intellectual Property Rights" means patents, patentable rights, copyright, design rights, utility models, trade marks (whether or not any of the above are registered), trade names, rights in domain names, rights in inventions, rights in data, database rights, rights in know-how and confidential information, and all other intellectual and industrial property and similar or analogous rights existing under the laws of any country and all pending applications for and right to apply for or register the same (present, future and contingent, and including all renewals, extensions, revivals and all accrued rights of action);

Jeffit and/or its licensors shall, as between the parties, remain the owner of all Intellectual Property Rights in Jeffit's brands, software, database, trademarks and logos, the Services, and the Software. Except as expressly permitted by this Agreement, the Customer may not use any of Jeffit's Intellectual Property Rights without Jeffit's prior written consent. In this Agreement, Jeffit Content means all data, information, and material owned by or licensed to Jeffit and comprised within the Services, but excluding Customer Data.

The Customer shall promptly bring to the attention of Jeffit any improper or wrongful use of any Intellectual Property Rights of Jeffit which comes to the Customer's notice. The Customer shall assist Jeffit in taking all steps to defend Jeffit's Intellectual Property Rights, but not institute legal proceedings of its own accord.

The Customer agrees that Jeffit and its contractors are entitled to access and use the Customer Data for the purposes of providing the Services.

Jeffit shall own and retain all right, title, and interest in and to:

(i) the Services and Software, all improvements, enhancements, or modifications thereto;

(ii) any software, applications, inventions, or other technology developed in connection with the Services;

(iii) deliverables and work product (including drafts) arising during the provision of the Implementation Services; and

(iv) all Intellectual Property Rights related to any of the foregoing.

Nothing in this Agreement shall operate to assign or transfer any Intellectual Property Rights from Jeffit to the Customer. The Customer warrants to Jeffit that any data it supplies to Jeffit will not infringe upon the Intellectual Property Rights or other legal rights of any person, and will not breach the provisions of any law, statute, or regulation, in any jurisdiction and under any applicable law or regulation.

The Customer hereby grants to Jeffit a worldwide, non-exclusive license to use its trademarks, logos, and other necessary intellectual property in any marketing or promotional materials including, but not limited to, on Jeffit's website or another medium.

The Customer shall indemnify Jeffit against all loss or damage that the Customer incurs or suffers, together with associated legal fees reasonably incurred by Jeffit, as a result of any claim by a third party that the access and use, in accordance with this Agreement, by the Customer of the Services infringes the Intellectual Property Rights of any third party.


7. DATA USE

In this Agreement, "Customer Data" means all data, information, know-how, material or input uploaded to any Software or transmitted through the Services by or for the Customer and/or any Authorized User.

The Customer shall own all rights, title, and interest in the Customer Data as well as any data that is based on or derived from the Customer Data and provided to the Customer as part of the Services for the exclusive purpose of using the Services and for the duration of this Agreement. The Customer shall have sole responsibility for the legality, reliability, integrity, accuracy, and quality of the Customer Data.

The Services provide the means to store Documents created using the Services or download individual Documents as files. Additionally, the Customer may choose to use the Hosted Services to transfer such files to, and store such files on, any third-party storage facility integrated and supported by Jeffit from time to time (for example, Google Drive) ("Customer Storage Partner").

The Customer acknowledges if the Customer uses the Hosted Services to transfer any Documents to any Customer Storage Partner, it does so solely at its own risk. Jeffit makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the use or acts and omissions of any Customer Storage Partner. Jeffit recommends that the Customer refers to the Customer Storage Partner's website terms and conditions and privacy policy prior to using the relevant Customer Storage Partner. Jeffit does not endorse or approve any Customer Storage Partner nor the services made available by it.

By default, Jeffit stores Documents on servers operated and controlled by DigitalOcean (or such other hosting partner as it may contract with from time to time) with hosting in the EU.

In the event of any loss or damage to Customer Data, the Customer's sole and exclusive remedy shall be for Jeffit to use reasonable commercial endeavors to restore the lost or damaged Customer Data from the latest back-up of such Customer Data maintained by Jeffit in accordance with the archiving procedure described in its Data Security Policy in force from time to time (a copy of which is available on request).Jeffit shall not be responsible for any loss, destruction, alteration, or disclosure of Customer Data caused by any third party (except those third parties sub-contracted by Jeffit to perform services related to Customer Data maintenance and back-up).

Notwithstanding anything to the contrary, Jeffit shall have the right to collect, use, analyze or otherwise process (as defined under Data Protection Laws) Customer Data and other information relating to the provision, use, and performance of various aspects of the Services and related systems and technologies (including information concerning Customer Data and data derived therefrom), and Jeffit will be free (both during and after the term of this Agreement):

(i) to use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Jeffit offerings;

(ii) to use such data in connection with its business, including for the training of machine learning algorithms and any other data processes deployed by Jeffit; and

(iii) to disclose such data to third parties solely in aggregate form reasonably necessary for the proper performance of its business functions.

The Customer shall indemnify Jeffit against all loss or damage that Jeffit incurs or suffers however arising as a result of or in connection with the Customer's use of Customer Data and/or any claim by a third party as a result of the Customer's use of the Customer Data and/or the Services.


8. DATA PROTECTION

In this clause, "Data Protection Laws" means all privacy laws applicable to any Personal Data processed under or in connection with the Agreement, including, without limitation, the General Data Protection Regulation 2016/679 (the "GDPR"), the Privacy and Electronic Communications Directive 2002/58/EC (as the same may be superseded by the Regulation on Privacy and Electronic Communications ("ePrivacy Regulation"), and all national legislation implementing or supplementing the foregoing, all as amended, re-enacted and/or replaced and in force from time to time;

To the extent that a party acts as a data processor ("Processor") acts on behalf of the other party acting as a data controller ("Controller") in respect of any personal data comprised in the Customer Data ("Personal Data") are defined in the Data Protection Laws, the Processor shall ensure that:

(i) unless required to do otherwise by applicable Data Protection Laws, it shall (and shall take steps to ensure each person acting under its authority shall) process the Personal Data only on and in accordance with the Controller's documented instructions as set out in Schedule 1 (Data Processing Details), as updated from time to time by agreement between the parties;

(ii) persons authorized by the Processor to process the Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality;

(iii) if Data Protection Laws require it, to process Personal Data other than in accordance with Schedule 1, it shall notify the Controller of any such requirement before processing the Personal Data (unless applicable law prohibits such information on important grounds of public interest);

(iv) it informs the Controller of any addition, replacement, or other changes of Sub-processors and provides the Controller with the opportunity to reasonably object to such changes on legitimate grounds. The Controller acknowledges that these Sub-processors are essential to provide the Services and that objecting to the use of a Sub-processor may prevent the Processor from offering the Services to the Controller. The Processor will enter into a written agreement with the Sub-processor imposing on the Sub-processor obligations comparable to those imposed on the Processor under this Agreement, including appropriate data security measures. In case the Sub-processor fails to fulfill its data protection obligations under such written agreement with the Processor, that Processor will remain liable towards Controller for the performance of the Sub-processor's obligations under such agreement. By way of this Agreement, the Controller provides general written authorization to the Processor to engage Sub-processors as necessary to perform the Services; including those listed in Juro's privacy policy. "Sub-processor" means another data processor engaged by the Processor for carrying out processing activities in respect of the Personal Data on behalf of the Controller;

(v) taking into account the nature of the processing, it shall assist the Controller by appropriate technical and organizational measures (at the Controller's sole expense), insofar as this is possible, for the fulfillment of the Customer's obligation to respond to requests for exercising the data subject's rights laid down in Chapter III of GDPR;

(vi) it shall implement and maintain the technical and organizational measures in relation to the processing of Personal Data by the Processor, as set out in Schedule 1, and taking into account the nature of the processing;(vii) at the choice of the Controller, it deletes or returns all the Personal Data to the Controller after the end of the provision of Services relating to processing, and deletes existing copies unless Data Protection Laws require storage of the Personal Data;

(viii) it will contribute to audits or inspections by making available to the Customer upon request audit reports which the Controller must treat confidentially. The Processor will respond to a written security questionnaire submitted to it by the Controller provided that the Controller will not exercise this right more than once per year;

(ix) in respect of any Personal Data Breach involving Personal Data, the Processor shall, without undue delay notify the Controller of the Personal Data Breach; and provide the Controller with details of the Personal Data Breach. "Personal Data Breach" means any actual breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, any Personal Data;

(x) all transfers by the Processor of Personal Data to countries outside the European Economic Area shall (to the extent required under Data Protection Laws) be effected by way of such legally enforceable mechanism(s) for transfers of personal data as may be permitted under Data Protection Laws which may include the standard contractual clauses; and

(xi) maintain complete and up to date records of processing activities carried out on the Controller's behalf as required by the Data Protection Laws.

To the extent that Jeffit processes any Personal Data on the Customer's behalf when performing its obligations under this Agreement, the Customer shall:

(i) ensure that the Customer is entitled to lawfully transfer the Relevant Personal data to Jeffit so that Jeffit may lawfully use, process and transfer the Personal Data in accordance with this Agreement on the Customer's behalf;

(ii) ensure that the relevant third parties have been informed of, and have given their permissions or consent to, such use, processing, and transfer as required under Data Protection Laws or other applicable law;

(iii) take appropriate technical and organizational measures against unauthorized or unlawful processing of the personal data or its accidental loss, destruction or damage;

(iv) not instruct or request Jeffit (including in the Customer's use of the Services) to undertake any processing which is not in accordance with Data Protection Laws; and

(v) notwithstanding any other indemnity provided by the Customer in connection with this Agreement, the Customer shall indemnify Jeffit (and each of their respective officers, employees and agents) against all losses, costs, expenses or liabilities incurred by Jeffit as a result of any breach of this Agreement.

In the event that each party acts as independent controllers, each party agrees that it shall:

(i) at all times during the term of this Agreement, comply with the Data Protection Laws;

(ii) provide reasonable assistance as is necessary to each other to:

a. enable each party to comply with any subject access requests (whether in relation to access to personal data, rectification, restrictions on processing, erasure or portability) and to respond to any other queries or complaints from their data subjects ("Data Subject Request") in accordance with the Data Protection Laws;

b. facilitate the handling by the other party of any Personal Data Breach for which the other party is responsible as soon as reasonably practicable upon becoming aware which shall include the party responsible for the breach notifying:

(i) the Information Commissioner's Office (ICO) or other applicable supervisory authority and data subjects as required under the Data Protection Laws; and

(ii) before such notification, each party agrees not to make any other announcement or otherwise make public any notice or information about a Personal Data Breach without the other party's approval, where applicable; and

c. provide reasonable assistance as is necessary to the other party to respond within a reasonable time to any inquiries from the ICO or other applicable supervisory authority.

The Customer shall be responsible for maintaining the security of accounts, passwords (including but not limited to administrative and user passwords), and files, and for all uses of Customer accounts with or without the Customer's knowledge or consent.

The Customer acknowledges that it is responsible for taking backup copies of any data and appropriate precautions to protect the Customer's computer systems against unauthorized access. If the Customer does anything to or in relation to the Services which is a criminal offense under any law, including but not limited to the Computer Misuse Act 1990, the Customer's right to use the Services will be withdrawn immediately. Due to the nature of the Internet, the Services are not guaranteed to be delivered free of all viruses and technical defects of any description.


9. THIRD PARTY SERVICE PROVIDERS

The Customer acknowledges that the Services may enable or assist it to access the services or content of or correspond with third-party services (including Slack, Google, Intercom and any payment processor such as Stripe to which the Services may facilitate access) and that it does so solely at its own risk.

Jeffit makes no representation or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or interactions with, any such third-party service.

Jeffit recommends that the Customer refers to the third party's website terms and conditions and privacy policy prior to using the relevant third-party website in connection with the Services. Jeffit does not endorse or approve any third-party service nor the content of any of the third-party service made available via the Services.


10. CONFIDENTIALITY

In this clause, "Proprietary Information" means all information (whether written, oral, or in some other form) disclosed to or obtained by one party (whether directly or indirectly) from the other (whether before or after the signing of this agreement), including all information relating to that other's business, operations, systems, processes, products, trade secrets, know-how, contracts, finances, plans, strategies or current, former or prospective clients, customers, partners or suppliers (together with copies made of any of the foregoing) and which information is marked as being confidential or might reasonably be assumed to be confidential but excluding information which:

a) is available to the public other than because of any breach of this Agreement;

b) is, when it is supplied, already known to whoever it is disclosed to in circumstances in which they are not prevented from disclosing it to others; or

c) is independently obtained by whoever it is disclosed to in circumstances in which they are not prevented from disclosing it to others.

Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose Proprietary Information to the other. Proprietary Information of Jeffit includes all non-public information regarding features, functionality, and performance of the Services. Proprietary Information of the Customer includes non-public data provided by the Customer to Jeffit (for example, the parties and content of contracts) to enable the provision of the Services.

The Receiving Party agrees:

(i) to take reasonable precautions to protect such Proprietary Information; and

(ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information.

The Customer agrees that Jeffit may issue a press release or other suitable form of publicity (including on Jeffit's website or another medium) advertising that it is a customer of Jeffit.

Notwithstanding anything in this Agreement, Jeffit may use any data, input, enhancements, know-how, or insights provided by the Customer to develop or improve services provided by Jeffit to the Customer or any other customers of Jeffit.


11. INDEMNITIES

The Customer shall defend, indemnify and hold harmless Jeffit against claims, actions, proceedings, losses, damages, expenses, and costs (including court costs and reasonable legal fees) arising out of or in connection with the Customer's use of the Services, provided that:

a) the Customer is given prompt notice of any such claim;
b) Jeffit provides reasonable co-operation to the Customer in the defense and settlement of such claim, at the Customer's expense; and
c) the Customer is given sole authority to defend or settle the claim.

Jeffit shall defend the Customer, its officers, directors, and employees against any claim that the Services infringe any European Economic Area patent effective as of the Effective Date, copyright, trademark, database right or right of confidentiality, and shall indemnify the Customer for any amounts awarded against the Customer in judgment or settlement of such claims, provided that:

a) Jeffit is given prompt notice of any such claim;
b) the Customer provides reasonable co-operation to Jeffit in the defence and settlement of such claim, at Jeffit's expense; and
c) Jeffit is given sole authority to defend or settle the claim.

The indemnity immediately above states the Customer's sole and exclusive rights and remedies, and Jeffit's (including Jeffit's employees', agents', and sub-contractors') entire obligations and liability, for infringement of any patent, copyright, trademark, database right, or right of confidentiality.


12. LIMITING OUR LIABILITY

This clause sets out the entire financial liability of Jeffit (including any liability for the acts or omissions of its employees, agents, and sub-contractors) to the Customer:

(i) arising under or in connection with this Agreement;

(ii) in respect of any use made by the Customer of the Services or any part of them; and

(iii) in respect of any representation, statement or tortious act or omission (including negligence) arising under or in connection with this Agreement.

Except as expressly and specifically provided in this Agreement:

(i) the Customer assumes sole responsibility for results obtained from the use of the Services by the Customer, and for conclusions drawn from such use. Jeffit shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Jeffit by the Customer in connection with the Services, or any actions taken by Jeffit at the Customer's direction;

(ii) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this agreement; and

(iii) the Services are provided to the Customer on an "as is" basis. Nothing in this Agreement excludes the liability of Jeffit:
a) for death or personal injury caused by Jeffit's negligence;
b) for fraud or fraudulent misrepresentation; or

(iv) any liability for which it would be unlawful to exclude or attempt to exclude. Subject to the paragraph immediately above:
a) Jeffit shall not be liable whether, in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information (including Customer Data), or pure economic loss, or for any special, indirect, or consequential loss, costs, damages, charges or expenses however arising under this agreement; and
b) Jeffit's total aggregate liability in the contract (including in respect of the indemnities in clause "Indemnities"), tort (including negligence or breach of statutory duty), misrepresentation, restitution, or otherwise, arising in connection with the performance or contemplated performance of this agreement shall be limited to 100% of the total fees paid by the Customer to Jeffit in respect of the Services during the 6 months immediately preceding the date on which the claim arose.


13. OTHER IMPORTANT TERMS

This Agreement shall constitute the entire agreement between the parties in relation to the subject matter of this Agreement, and shall supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter.

Each of Jeffit and the Customer acknowledges and agrees that in entering into this agreement it does not rely on any undertaking, promise, assurance, statement, representation, warranty, or understanding (whether in writing or not) of any person (whether a party to this agreement or not) relating to the subject matter of this agreement, other than as expressly set out in this agreement.

A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 or any other applicable law or regulation to enforce any provision of this Agreement.

This Agreement may not be varied except by a written document signed by or on behalf of each of the parties.

No failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy. If any part of this Agreement is or is found to be, unenforceable under the relevant law, that will not affect the enforceability of the rest of this Agreement.

The Customer shall not, without the prior written consent of Jeffit, assign, transfer, charge, sub-contract, or deal in any other manner with all or any of its rights or obligations under this agreement. Jeffit may at any time assign, transfer, charge, sub-contract, or deal in any other manner with all or any of its rights or obligations under this agreement.

This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Ireland. Each party irrevocably agrees that the courts of Ireland shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).


SCHEDULE 1

DATA PROCESSING DETAILS

Subject-matter of processing: Jeffit's provision of the Services to Customer.

Duration of the processing: for the duration of this Agreement or as agreed under "Data use" section.

Nature and purpose of the processing: to provide the Jeffit law practice management service to Customer.

Type of Personal Data: data comprised in records processed via Jeffit, such as contact details, signatures, and personal information of case participants or/and contract counterparties; IP addresses, geolocation information; comments and activity on cases, contacts, and contracts.

Categories of Data Subjects: legal case participants, counterparties to contracts, and signatories of contracts.

Technical and Organisational Security measures applied to the Customer Data: as set out in Jeffit's data security policy (a copy of which is available on request).